Exhibit



	
			
	 
	 
	Exhibit 10.2




CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS.







Supplemental Agreement No. 10
to
Purchase Agreement No. 03776 
between
The Boeing Company 
and
United Airlines, Inc.
Relating to Boeing Model 737 *** Aircraft




THIS SUPPLEMENTAL AGREEMENT, entered into as of May 15, 2018, by and between  THE  BOEING  COMPANY  (Boeing) and  UNITED  AIRLINES,  INC.  (Customer) (SA-10);


WHEREAS, the parties hereto entered into Purchase Agreement No. 3776 dated July 12,
2012, as amended and supplemented (Purchase Agreement), relating to the purchase and sale of Boeing model 737 *** aircraft (Aircraft).  This Supplemental Agreement is an amendment to the Purchase Agreement;


WHEREAS, the parties wish to provide a process for determination of a replacement reference interest rate in the event that the *** ceases to be available;


WHEREAS, the parties wish to clarify the AGTA elements applicable to the model
737-*** aircraft;


WHEREAS, the parties wish to clarify the *** applicable to the model 737-*** aircraft;


WHEREAS, the parties wish to incorporate (i) a software loading agreement into the
Purchase Agreement; and (ii) a letter agreement for installation of cabin systems equipment;


NOW THEREFORE, in consideration of the mutual covenants herein contained, the parties agree to amend the Purchase Agreement as follows:


1.         Table of Contents.


The “Table of Contents” is deleted in its entirety and replaced with the attached “Table of
Contents” (identified by “SA-10”).


2.         Tables.


Table 1.1 entitled “Follow-On 737-*** Aircraft Delivery, Description, Price and ***” is deleted in its entirety and replaced with the attached similarly titled “Table 1.1” (identified by “SA-9”).




	
			
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3.    Letter Agreements.


  3.1.    Letter Agreement UAL-PA-03776-LA-1207638R1 entitled “***” is deleted in its entirety and replaced with Letter Agreement UAL-PA-03776-LA-12077638R2 (identified by “SA-10”).


 3.2.    Letter Agreement UAL-PA-03776-LA-1207644R1 entitled “*** Aircraft – 737-
***”  is  deleted  in  its  entirety  and  replaced  with  Letter  Agreement  UAL-PA-03776-LA-
1207644R2 (identified by “SA-10”).


3.3.    Letter    Agreement    UAL-PA-03776-LA-1207646R1    entitled       “Promotional
Support  is  deleted  in  its  entirety and  replaced  with  Letter  Agreement  UAL-PA-03776-LA-
1207646R2 (identified by “SA-10”).


3.4.    Letter Agreement UAL-PA-03776-LA-1207650R3 entitled “Special Matters” is deleted in its entirety and replaced with Letter Agreement UAL-PA-03776-LA-1207650R4 (identified by “SA-10”) to revise certain ***.


3.5.   Letter Agreement UAL-PA-03776-LA-1208122 entitled “***” is deleted in its entirety  and  replaced  with  Letter  Agreement  UAL-PA-03776-LA-1208122R1  (identified  by “SA-10”) to provide a process for determination of a replacement reference interest rate in the event the *** rate ceases to exist.


3.6.   Letter Agreement UAL-PA-03776-LA-1208596 entitled “AGTA Matters” is deleted in its entirety and replaced with Letter Agreement UAL-PA-03776-LA-1208596R1 (identified by “SA-10”) to specify the *** period applicable to model 737-*** aircraft.


3.7.    Letter Agreement  UAL-PA-3776-LA-1703858  entitled  “***  Program  for the
737-*** Aircraft” (identified by “SA-10”) is deleted and replaced in its entirety by UAL-PA-
3776-LA-1703858R1 to incorporate the 737-*** Aircraft having ***.


3.8.    Letter Agreement UAL-PA-3776-LA-1801367 entitled “Loading of Customer
Software” (identified by “SA-10”) is incorporated into the Purchase Agreement.


3.9.    Letter Agreement UAL-PA-3776-LA-1801619 entitled “Installation of Cabin
Systems Equipment” (identified by “SA-10”) is incorporated into the Purchase Agreement.


4.         Miscellaneous.


  4.1.    The  following  references  in  the  Purchase  Agreement  and  the  associated exhibits, supplemental exhibits, and letter agreements are revised as described in Figure 1 below.






	
			
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Figure 1	
				
	Document(s)
	Original Text
	Replacement Text

	1)
	Purchase Agreement Basic Articles, Section 3.2
	          3.2  *** Base Prices.
The *** Base Prices listed in Table 1 were calculated using the *** and *** as of the date of this Purchase Agreement *** at a rate of *** percent (***%) per year to the scheduled delivery year.
	       3.2  *** Base Prices.  The *** Base Prices listed in Table 1, Table 1.1 and Table 1A were calculated utilizing the *** factors noted and *** to the month of scheduled delivery.

	2)
	Supp. Exhibits AE1 relating to Boeing Model 737-*** Aircraft, and
	***For Models 737-600, 737-700, 737-800, 737-900, 737-900ER, 737-7, 737-8, 737-9, 747-8, 777-200LR, 777- F, and 777-300ER the *** the ***
	***(For Models 737-600, 737-700, 737-800, 737-900, 737-900ER, 737-7, 737-8, 737-9, 737-10, 747-8, 777-200LR, 777-F, and 777-300ER the *** the ***”

	3)
	AE2 relating to Boeing Model 737-*** Aircraft, Section 1 parenthetical portion of ***.

	4)
	Supp. Exhibit EE1 relating to Boeing *** Aircraft, Section 1.
	



“. . . 737-600, -700, 800, -900 or -900ER, -7, -8, -9 Aircraft”
	Addition of “737-***”:
“. . . 737-600, 737-700, 737-800, 737-900 or 737-900ER, 737-7, 737-8, 737-9 and 737-10 Aircraft”




Figure 1, CONTINUED
	
				
	Document(s)
	Original Text
	Replacement Text

	5)
	UAL-PA-03776-LA-1207640 “Demonstration Flight Waiver”
	“Reference:  Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Continental Holdings, Inc. (Customer) relating to Model 737-*** aircraft (Aircraft)”
	“Reference:  Purchase Agreement No. 03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737 *** aircraft (Aircraft)”

	6)
	UAL-PA-03776-LA-1207647 “Seller Purchased Equipment”

	7)
	UAL-PA-03776-LA-1208055R1  “*** Program”

	8)
	UAL-PA-03776-LA-  1208234 “Privileged and Confidential Matters”

	9)
	UAL-PA-03776-LA-  1208238 “Assignment Matters”

	10)
	UAL-PA-03776-LA-  1208869 “Delivery *** Matters”
















	
			
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY













	
				
	Document(s)
	Original Text
	Replacement Text

	11)
	UAL-PA-03776-LA-1207649 “Spare Parts Initial Provisioning”
	“Reference:
a) Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing Company (Boeing) and United
Continental Holdings, Inc. (Customer) relating to Model 737-*** aircraft (Aircraft)
b) Customer Services General Terms Agreement No. CSGTA-UCH (CSGTA) between
Boeing and Customer.”
	“References:
a) Purchase Agreement No.
03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737 *** aircraft (Aircraft); and
b) Customer Services General Terms Agreement No. 24-1 (CSGTA) between Boeing and Customer.”




Figure 1, CONTINUED
	
				
	Document(s)
	Original Text
	Replacement Text

	12)
	12) UAL-PA-03784-LA-1207869 “737 Production Adjustments”
	“Reference:
1) Purchase Agreement No. PA 03784 (Purchase Agreement) between The Boeing Company (Boeing) and United Air Lines, Inc. (Customer) relating to Model 737-
900ER aircraft (including any 737-700 or 737-800 aircraft, collectively the
737NG Aircraft)******
	“References:
1) Purchase Agreement No.
03784 (Purchase Agreement) between The Boeing Company (Boeing) and United Air Lines, Inc. (Customer) relating to Model 737-900ER aircraft (including any 737-700 or
737-800 aircraft, collectively the 737NG Aircraft)
***


























	
			
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4.2.    The following references to ‘”Table 1” in the Purchase Agreement and the
associated exhibits, supplemental exhibits, and letter agreements to the Purchase Agreement are now deemed to be replaced per Figure 2 as follows:


Figure 2


	
			
	Document
	Original Reference
	Replacement Reference

	Purchase Agreement Basic
Articles
	Reference to “Table 1”
(i)     Opening Paragraph 1 (ii)     Article 2
(iii)   Article 3.1
(iv)    Article 4.1 & 4.2 (v)     Article 5.1
	







“Table 1, Table 1.1 and Table
1A”

	Supplemental Exhibit AE2
	Reference to “Table 1”
(i)      Article 1
(ii)     Notes to Article 1
	“Table 1A”

	Supplemental Exhibit EE1
	Reference to “Table 1” 
Article 2.6.2
	“Table 1, Table 1.1 and Table
1A”

	UAL-PA-03776-LA-1207647 “Seller Purchased Equipment”
	Reference to “Table 1”
Article 2.6.2
	“Table 1, Table 1.1 and Table
1A”

	UAL-PA-03776-LA-1207637R1 “*** Matters”
	Reference to “Table 1” 
Article 1.1
	“Table 1, Table 1.1 and Table
1A”






4.3.      If Boeing or Customer determines that references described in Figure 1 and Figure 2 of this Supplemental Agreement No. 10 should be further amended, then Boeing and Customer will work together for a mutually agreeable solution.


5.   Miscellaneous.


Boeing and Customer *** Customer’s ***.




The Purchase Agreement will be deemed supplemented to the extent provided herein as of the date hereof and as so supplemented will continue in full force and effect.








The rest of this page is left intentionally blank.








	
			
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EXECUTED IN DUPLICATE as of the day and year first written above.








	
			
	THE BOEING COMPANY
	 
	UNITED AIRLINES, INC.

	/s/ Irma L. Krueger
	 
	/s/ Gerald Laderman

	Signature
	 
	Signature

	 
	 
	 

	Irma L. Krueger
	 
	Gerald Laderman

	Printed Name
	 
	Printed Name

	 
	 
	 

	Attorney-in-Fact
	 
	

Senior Vice President Finance, 
Procurement and Treasurer

	Title
	 
	Title






	
			
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TABLE OF CONTENTS
	
			
	ARTICLES
	SA NUMBER

	   Article 1.
	Quantity, Model and Description
	 

	   Article 2.
	Delivery Schedule
	 

	   Article 3.
	Price
	 

	   Article 4.
	Payment
	 

	   Article 5.
	Additional Terms
	 

	TABLE
	 

	1.
	737-*** Aircraft Delivery, Description, Price and ***
	SA-9

	1.1
	*** 737-*** Aircraft Delivery, Description, Price and ***
	SA-10

	1A.
	737-*** Aircraft Delivery, Description, Price and ***
	SA-9

	EXHIBITS
	 

	A-1
	737-*** & *** 737-***Aircraft Configuration
	SA-8

	A-2
	737-*** Aircraft Configuration
	 

	A-3
	737-*** Aircraft Configuration
	 

	A-4
	737-*** Aircraft Configuration
	SA-9

	B.
	Aircraft Delivery Requirements and Responsibilities
	 

	SUPPLEMENTAL EXHIBITS
	 

	AE1.
	***Adjustment/Airframe and ***
	 

	AE2.
	***Adjustment/Airframe and *** for the 737-*** Aircraft
	SA-9

	BFE1.
	BFE Variables 737-*** Aircraft-
	SA-7

	BFE2.
	BFE Variables 737-*** Aircraft
	SA-9

	CS1.
	Customer Support Variables
	SA-9

	EE1.
	Engine Warranty and ***
	 

	SLP1.
	Service Life Policy Components
	 








	
			
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	TABLE OF CONTENTS
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY









	
			
	TABLE OF CONTENTS, CONTINUED
	 

	LETTER AGREEMENTS
	SA NUMBER

	UAL-PA-03776-LA-1207637R1
	*** Matters
	SA-8

	UAL-PA-03776-LA-1207638R2
	***
	SA-10

	UAL-PA-03776-LA-1207640
	Demonstration Flight Waiver
	 

	UAL-PA-03776-LA-1207643R1
	Open Matters 737-*** Aircraft
	SA-9

	UAL-PA-03776-LA-1207644R2
	*** Aircraft
	SA-10

	 
	*** Aircraft - Attachment A
	SA-10

	UAL-PA-03776-LA-1207646R2
	Promotional Support
	SA-10

	UAL-PA-03776-LA-1207647
	Seller Purchased Equipment
	 

	UAL-PA-03776-LA-1207649
	Spare Parts Initial Provisioning
	 

	UAL-PA-03776-LA-1207650R4
	Special Matters
	SA-10

	UAL-PA-03776-LA-1208055R1
	***
	SA-7

	UAL-PA-03776-LA-1208122
	***
	SA-10

	UAL-PA-03776-LA-1208123R1
	*** Matters for 737-*** Aircraft
	SA-9

	UAL-PA-03776-LA-1208157R2
	***
	SA-9

	UAL-PA-03776-LA-1208234
	Privileged and Confidential Matters
	 

	UAL-PA-03776-LA-1208596R1
	AGTA Matters
	SA-10

	UAL-PA-03776-LA-1208238
	Assignment Matters
	 

	UAL-PA-03776-LA-1208869
	Delivery *** Matters
	 

	UAL-PA-03784-LA-1207869
	737 Production Adjustments
	 

	UAL-PA-03776-LA-1606848R2
	*** Special *** Aircraft
	SA-9

	UAL-PA-03776-LA-1703685
	737-*** Aircraft ***
	SA-9

	UAL-PA-03776-LA-1703743
	2017 ***
	SA-9

	UAL-PA-03776-LA-1703858R1
	*** Program for the 737-*** Aircraft
	SA-10

	 
	*** Commitment for the 737‐*** Aircraft
	§5.1.2 of SA‐9

	UAL-PA-3776-LA-1801367
	Loading of Customer Software
	SA-10

	UAL-PA-3776-LA-1801619
	Installation of Cabin Systems Equipment
	SA-10










	
			
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	TABLE OF CONTENTS
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY











	
		
	SUPPLEMENTAL AGREEMENTS
	DATED AS OF

	Supplemental Agreement No. 1
	June 17, 2013

	Supplemental Agreement No. 2
	January 14, 2015

	Supplemental Agreement No. 3
	May 26, 2015

	Supplemental Agreement No. 4
	June 12, 2015

	Supplemental Agreement No. 5
	January 20, 2016

	Supplemental Agreement No. 6
	February 8, 2016

	Supplemental Agreement No. 7
	December 27, 2016

	Supplemental Agreement No. 8
	June 7, 2017

	Supplemental Agreement No. 9
	June 15, 2017

	Supplemental Agreement No. 10
	May 15, 2018
















	
			
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	TABLE OF CONTENTS
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY







Table 1.1 To Purchase Agreement No. 03776
*** 737-*** Aircraft Delivery, Description, Price and ***























	
											
	Airframe Model/MTOW:
	737-***
	**** pounds
	 
	 
	Detail Specification:
	 
	***
	 

	Engine Model/Thrust:
	***
	**** pounds
	 
	 
	Airframe Price Base Year/*** Formula:
	***
	***

	Airframe Price:
	 
	$***
	 
	 
	Engine Price Base Year/*** Formula:
	***
	***

	*** Features:
	 
	$***
	 
	 
	 
	 
	 
	 
	 

	Sub-Total of Airframe and Features:
	$***
	 
	 
	Airframe *** Data:
	 
	 
	 

	Engine Price (Per Aircraft):
	 
	$***
	 
	 
	Base Year Index (ECI):
	 
	***
	 

	Aircraft Basic Price (Excluding BFE/SPE):
	$***
	 
	 
	Base Year Index (CPI):
	 
	***
	 

	Buyer Furnished Equipment (BFE) Estimate:
	$***
	 
	 
	 
	 
	 
	 
	 

	Seller Purchased Equipment (SPE) Estimate:
	$***
	 
	 
	 
	 
	 
	 
	 

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	Deposit per Aircraft:
	 
	$***
	 
	 
	 
	 
	 
	 
	 




	
												
	# of Aircraft
	Delivery Date
	 
	***
	Manufacturer Serial Number
	Subject of Letter No. UAL-PA-03776-LA-1802280?
	Actual or Nominal Delivery ****
	*** Estimate
	*** Per Aircraft (Amts. Due/*** Prior to Delivery):
	 

	Number of
	Factor
	*** Base
	***
	***
	***
	***

	Aircraft
	(Airframe)
	Price Per A/P
	***
	***
	***
	***

	***
	***
	***
	***
	***
	***
	***
	$***
	$***
	$***
	$***
	$***

	Total in this Table:
	***
	      Total Deferral Aircraft:
	 
	 
	 
	 
	 
	 

	 
	* Nominal delivery *** pursuant to Letter Agreement number UAL-PA-03776-LA-1207643 entitled "Open Matters 737-*** Aircraft", including successors thereof.

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	 
	Note: Serial Numbers are provided as guidance only and are subject to change.  
	 
	 
	 

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	 
	***
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 












	
			
	UAL-PA-03776 APR:  108191.TXT


	 
	Table 1 per SA-10, Page 1

	BOEING / UNITED AIRLINES, INC. PROPRIETARY







                                
	
			
	
	 
	The Boeing Company
P.O. Box 3707
Seattle, WA  98124‐2207





      



UAL-PA-03776-LA-1207638R2




United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606


Subject:    ***


Reference:    Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing
Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737
*** aircraft (Aircraft)




This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement. This Letter Agreement supersedes and replaces in its entirety Letter Agreement UAL-PA-03776-LA-1207638 dated June 15, 2017.


Subject to the terms herein, Customer may ***:


***.


For this Letter Agreement, each such *** aircraft referred to in (i) and (ii) above shall be defined to be a *** Aircraft.


1.    Customer’s Written Notice.


Customer shall provide written notice of its intention ***,


		
	(i)
	no later than the first day of the month that is ***, provided that a *** Customer, or;




(ii)    no later than the first day of the month that is ***, if a *** delivered to
Customer.


2.    737-*** Aircraft Customer ***.




2.1    Customer *** for the *** 737-*** Aircraft under this Letter Agreement and
Supplemental Agreement No. 9 are limited to *** 737-*** Aircraft ***.


2.2      Notwithstanding Section 2.1 above, Boeing has advised Customer that if *** specified in Letter Agreement 6-1162-ILK-LA-171027 entitled “Flight Operations Enhancements” ***, then Customer will have the *** of such *** 737-*** aircraft *** 737 *** aircraft model ***.


3.    ***


4.    Definitive Agreement.


***.


	
			
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5.    ***
6.    Assignment.
Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or in part.
7.    Confidential Treatment.
Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776-LA-1208234.


Very truly yours,


THE BOEING COMPANY


By:     /s/ Irma L. Krueger     


Its:     Attorney-in-Fact     






	
			
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***
	 
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     










UNITED AIRLINES, INC.


By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance, Procurement and
     Treasurer     














	
			
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***
	 
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY









    
	
			
	
	 
	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207









UAL-PA-03776-LA-1207644R2


United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606




Subject:          *** Aircraft – 737-***


Reference:      Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing
Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737
*** aircraft (Aircraft)


This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.  This Letter Agreement supersedes and replaces in its entirety Letter Agreement UAL-PA-03776-LA-1207644R1 dated December 27, 2016.


1.         Right to Purchase *** Aircraft.


Subject to the terms and conditions contained in this Letter Agreement, in addition to the Aircraft described in Table 1, Table 1.1 and Table 1A to the Purchase Agreement as of the date of execution of this Letter Agreement, Customer will have the *** Model 737-*** aircraft as
*** aircraft (*** Aircraft).


2.         Delivery.


The number of aircraft and delivery months are listed in the Attachment A to this Letter Agreement.    The  scheduled  delivery position  of  each  ***  Aircraft  listed  in  Attachment  A provides the delivery schedule in *** consisting of a nominal delivery *** (Nominal Delivery
***) plus and minus ***.  No later than *** prior to Nominal Delivery *** of Customer’s first *** Aircraft in each calendar year, Boeing will provide written notice with a revised Attachment A of the scheduled delivery *** for each *** Aircraft with a Nominal Delivery *** in such calendar year.


3.         Configuration.
3.1       Subject to the provisions of Article 3.2, below, the configuration for the *** Aircraft will be the Detail Specification for Boeing Model 737-*** aircraft at the revision level in effect at the time of Definitive Agreement (as defined below).  Such Detail Specification will be revised to include (i) changes applicable to the Detail Specification that are developed by Boeing  between  the  ***  (as  defined  below)  and  the  signing  of  the  Definitive  Agreement, (ii) changes required to obtain required regulatory certificates, and (iii) other changes as mutually agreed.


3.2    Subject to ***, the *** Aircraft ***, provided that it can achieve *** which would result pursuant to the provisions of Article ***.
4.    Price.


4.1    The Airframe Price and *** Features Prices for each of the *** Aircraft is identified in Attachment A to this Letter Agreement.  ***.




	
			
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4.2       The Airframe Price, *** Features Prices, and Aircraft Basic Price for each of the *** Aircraft shall be adjusted in accordance with the terms set forth in Article 2.1.5 (***) of the AGTA.


4.3    The *** Price shall be developed in accordance with the terms of the Purchase
Agreement and determined at the time of Definitive Agreement.


5.    Payment.


5.1    ***.


5.2    Notwithstanding the amount shown in Attachment A, the *** Deposit will be ***
for each *** Aircraft.


5.3       At Definitive Agreement for the *** Aircraft, *** will be payable as specified in the Purchase Agreement.  The remainder of the Aircraft Price for the *** Aircraft will be paid
***.


6.    Option Exercise.


6.1       Customer may *** by giving written notice to Boeing on or before the date *** prior to the earlier of the first day of either the Nominal Delivery *** or the delivery *** listed in Attachment A (***).


6.2    ***.


6.3      If at any given time, the aggregate number of *** Aircraft *** Aircraft, then Customer may request for Boeing to *** Aircraft in *** Aircraft under the Purchase Agreement on the basis of the terms of this Letter Agreement.


6.3.1    Boeing  will  accommodate  Customer’s  request  for  ***  Aircraft  in accordance with the terms of Letter Agreement 6-1162-KKT-080, as amended; provided, however, that such Boeing accommodation is further conditioned upon Boeing having *** for
*** Aircraft.


6.3.2    In response to any Customer request for *** Aircraft, Boeing will provide a written notice for Customer's consideration and written acceptance within *** of such Boeing notice.  Delivery *** will be specified in Boeing’s notice for confirmation by Customer through execution of a supplemental agreement incorporating *** Aircraft.   Delivery positions of *** Aircraft will be subject to mutual agreement and will take into account ***.


7.    Definitive Agreement.


Following Customer’s *** the parties will sign a definitive agreement for the purchase of such *** Aircraft (Definitive Agreement) within *** of such exercise.     The Definitive Agreement will include the provisions of the Purchase Agreement as modified to reflect the provisions of this Letter Agreement.  In the event the parties have not entered into a Definitive Agreement within *** following ***, either party may *** such *** Aircraft by giving written notice to the other within ***.   If Customer and Boeing fail to enter into the Definitive Agreement, Boeing will *** for *** Aircraft and shall have no further obligation with respect to *** Aircraft.








	
			
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8.    Assignment.


Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or in part.


9.    Confidential Treatment.


Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776-LA-
1208234.


Very truly yours,


THE BOEING COMPANY


By:    /s/ Irma L. Krueger     


Its:    Attorney-in-Fact     


	
			
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	*** Aircraft - 737-***
	 
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     








UNITED AIRLINES, INC.


By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance, Procurement and
     Treasurer     




	
			
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	*** Aircraft - 737-***
	 
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Attachment A to Letter Agreement No. UAL-PA-03776-LA-1207644R2
737-*** Aircraft Delivery, Description, Price and ***



	
											
	Airframe Model/MTOW:
	737-***
	*** pounds
	 
	Detail Specification:
	 
	***
	 

	Engine Model/Thrust:
	 
	***
	*** pounds
	Subject to confirmation
	Airframe Price Base Year/*** Formula:
	***
	***

	Airframe Price:
	 
	 
	$***
	 
	Engine Price Base Year/*** Formula:
	***
	***

	*** Features:
	 
	 
	$***
	 
	 
	 
	 
	 
	 

	Sub-Total of Airframe and Features:
	 
	$***
	 
	Airframe *** Data:
	 
	 
	 

	Engine Price (Per Aircraft):
	 
	$***
	 
	Base Year Index (ECI):
	 
	***
	 

	Aircraft Basic Price (Excluding BFE/SPE):
	$***
	 
	Base Year Index (CPI):
	 
	***
	 

	Buyer Furnished Equipment (BFE) Estimate:
	$***
	 
	 
	 
	 
	 
	 

	Seller Purchased Equipment (SPE) Estimate:
	$***
	 
	 
	 
	 
	 
	 

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	Deposit per Aircraft:
	 
	 
	$***
	 
	 
	 
	 
	 
	 

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	# of *** Aircraft
	 
	 
	***
	***
Exercise
Expiry
	Actual or 
Nominal 
Delivery ****
	*** Estimate
	*** Per Aircraft (Amts. Due/*** Prior to Delivery):

	Delivery
	Number of 
	Factor
	*** Base
	***
	***
	***
	***

	Date
	Aircraft
	(Airframe)
	Price Per A/P
	***
	***
	***
	***

	***
	***
	***
	***
	***
	***
	$***
	$***
	$***
	$***
	$***

	 
	Total:
	***
	 
	 
	 
	 
	 
	 
	 
	 

	 
	 
	 
	 
	 
	 
	 
	 
	 
	 
	 

	 
	  * Nominal delivery *** are subject to revision pursuant to Letter Agreement number  UAL-PA-03776-LA-1207644R2 and any successor thereof.
	 








	
			
	UAL-PA-03776 59499-1F.TXT
	 
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	BOIENG / UNITED AIRLINES, INC. PROPRIETARY



    



    
	
			
	
	 
	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207









UAL-PA-03776-LA-1207646R2




United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois 60606




Subject:    Promotional Support


Reference:      Purchase Agreement No.  03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Airlines, Inc. (as assignee of United Continental Holdings, Inc.) (Customer) relating to Model 737 *** aircraft (Aircraft)


This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.     This  Letter  Agreement  supersedes  and  replaces  in  its  entirety  Letter Agreement UAL-PA-03776-LA-1207646R1 dated December 13, 2013.  All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.


Boeing and Customer wish to enter into an agreement pursuant to which each party will contribute equally to promotional programs in support of the entry into service of the Aircraft as more specifically provided below.


1.    Definitions.


1.1    Commitment Limit shall have the meaning set forth in Article 2, below.


1.2    Covered Aircraft shall mean those Aircraft identified on Table 1, Table 1.1 and
Table 1A to the Purchase Agreement as of the date of signing of this Letter Agreement.


1.3      Performance Period shall mean the period beginning *** after the scheduled delivery  ***  of  the  first  Covered  Aircraft.    Customer  requested,  and  Boeing  agreed  to provide, *** of the Performance Period ***.


1.4     Promotional Support shall mean mutually agreed *** promotion programs, advertising campaigns or such other marketing and promotional activities as the parties may mutually agree.


1.5       Qualifying Third Party Fees shall mean fees paid by Customer to third party providers for Promotional Support provided to Customer during the Performance Period.


2.    Commitment.


As more particularly set forth in this Letter Agreement, Boeing agrees to provide Promotional Support to Customer during the Performance Period in a value not to exceed *** for the first Covered Aircraft delivered to Customer and not to exceed *** per Covered Aircraft for each  Covered  Aircraft  delivered  to  Customer  thereafter.    For  the  avoidance  of  doubt,




	
			
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Customer may request payment of any or all of such Promotional Support prior to delivery of the first Covered Aircraft to Customer.


3.    Methods of Performance.


3.1      Subject to the Commitment Limit, Boeing will reimburse *** of Customer’s payments of Qualifying Third Party Fees provided that Customer provides Boeing copies of paid invoices for such Qualifying Third Party Fees no later than *** after the delivery of the first Covered Aircraft.


3.2       Notwithstanding  the  above,  at  Customer’s  request  and  subject  to  a  mutually agreed project, Boeing will provide certain Promotional Support during the Performance Period directly to Customer.  The full value of such Boeing provided Promotional Support will be accounted for as part of the Commitment Limit and will correspondingly reduce the amount of Qualifying Third Party Fees that are subject to reimbursement pursuant to Article 3.1 above. Additionally,   without   duplication   the   parties   agree   that   the   sum   of   ***   (One-Time Non-Matching Promo Support) shall be available to Customer on a one-time non-matching basis.  For the avoidance of doubt, the One-Time Non-Matching Promo Support shall be spent on promotional activity selected at Customer’s discretion and shall be made available within *** of the effective date of this Letter Agreement.


3.3       In the event Customer does not (i) utilize the full amount of the Commitment Limit within the Performance Period or (ii) submit its paid invoices for Qualifying Third Party Fees within the required time, as set forth in Article 3.1, Boeing shall have no further obligation to Customer for such unused Commitment Limit or to *** Customer for such Qualifying Third Party Fees, respectively.


4.    Project Approval.


Following the execution of this Letter Agreement, a Boeing Airline Marketing Services representative will meet with Customer’s designated representative to review and approve the extent,  selection,  scheduling,  and  ***  process  for  the  Promotional  Support  to  be  provided pursuant to this Letter Agreement.


5.    Assignment.


Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238 the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


6.    Confidential Treatment.


Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776-LA-
1208234.




	
			
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Very truly yours,


THE BOEING COMPANY


By:     /s/ Irma L. Krueger     


Its:      Attorney-in-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     










UNITED AIRLINES, INC.












By:     /s/ Gerald Laderman     


Its:    Senior Vice President Finance,
     Procurement and Treasurer     




	
			
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	BOEING / UNITED AIRLINES, INC. PROPRIETARY









    
	
			
	
	 
	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207









UAL-PA-03776-LA-1207650R4


United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois 60606




Subject:    Special Matters – 737 *** Aircraft


 References:      1)     Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737 *** aircraft (Aircraft); and
		
	2)
	   Letter Agreement UAL-PA-03776-1207638 entitled ***




This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement.  This Letter Agreement supersedes and replaces in its entirety Letter Agreement UAL-PA-0 3776-LA-1207650R3 dated June 15, 2017.


1.    ***.


1.1    ***.  At the *** of each 737-*** Aircraft, Boeing *** to Customer *** in an ***
the 737-*** Aircraft ***.


1.2      ***.  At the *** of each 737-*** Aircraft, Boeing *** to Customer a credit memorandum in an ***.  Boeing represents that *** of this 737-*** is consistent with the terms of Letter Agreement 6-1162-KKT-080, as amended.
1.3    ***.  Pursuant to the ***, Customer may *** of ***.  At the time of ***, Boeing *** to Customer ***.
1.3.1    ***.  At the time *** of each ***, Boeing *** to Customer ***.  Boeing represents that the inclusion of this *** is consistent with the terms of Letter Agreement 6‐1162-KKT-080, as amended.
1.4    ***.  Pursuant to the ***, Customer may *** of ***.  At the time of ***, Boeing *** Customer ***.
1.4.1    ***.  At the time *** of each ***, Boeing *** to Customer ***.  Boeing represents that the inclusion of this *** is consistent with the terms of Letter Agreement 6‐1162-KKT-080, as amended.
1.5    *** Aircraft *** and ***.  
The parties agree to the following *** which will *** Boeing Model 737-*** aircraft specified in Table 1 and Table 1.1 and *** Boeing Model 737-*** aircraft specified in Table 1A, at 


	
			
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the effective date of this Letter Agreement and as may be ***.  The *** aircraft comprise the *** Aircraft.
1.5.1    At the time of *** of each applicable *** Aircraft, Boeing *** to Customer a *** Aircraft that is a model 737-*** aircraft; and *** to be used solely for the *** of Boeing *** and *** and shall not be applied to *** or ***. 
1.5.2      Boeing and Customer will work together to periodically assess and agree to determine whether and how *** established in Attachment 1 is *** provided in Attachment 2 to this Letter Agreement. Such assessment will incorporate the methodology and .assumptions incorporated in development of Attachment 1 to this Letter Agreement including *** to the effective date of Supplemental Agreement No. 7 to the 787 Purchase Agreement No. 3860 and *** in Attachment 1 to this Letter Agreement.  
1.6    737-***.  
At the time *** of each 737-*** Aircraft, Boeing *** to Customer *** in an *** (737-***  ***).  
1.7    *** 737 ***.  
Should Customer *** of a 737-*** Aircraft or a 737-*** Aircraft from ***, Boeing *** to Customer *** 737-*** and 737-*** Aircraft *** specified below:  
	
		
	Aircraft Availability
	*** Amount of 
*** 737 ***

	737-*** Aircraft
	$***

	737-*** Aircraft
	$***




2.***.
Unless otherwise noted, the *** stated in Paragraphs 1.1 through 1.7 (***) are in (a) *** year dollars for the 737-*** Aircraft, the 737-*** Aircraft, the 737-*** Aircraft and (b) *** year dollars for 737-*** Aircraft.  The *** will be *** to the scheduled month of the respective Aircraft *** pursuant to the *** formula set forth in the Purchase Agreement applicable to the Aircraft.  The *** may, at the election of Customer, be *** Boeing *** and *** (but shall ***).
3.    Reserved.  


	
			
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4.    737 Supplier Management.
It is Boeing’s 737 *** design intent to maintain as much commonality with the 737NG while also achieving the 737 *** performance requirements (including, but not limited to, fuel bum, range, payload, etc.) that the market demands. If a *** leads to a Supplier Product to be available *** for the 737 *** where *** on the 737NG, or if an existing 737NG ***, then Boeing will ensure that *** 737 *** operators ***. These *** agreements, known as ***, will include (but not be limited to) enforceable provisions related to *** Boeing will utilize *** efforts to ensure that the terms of such *** agreements are ***
5.    Supplier Diversity.
Customer and Boeing agree to work towards a mutually agreeable solution for meeting diversity requirements in the supply base. Notwithstanding the foregoing sentence, Boeing agrees to (i) identify parts and equipment where Customer makes the procurement decision for potential opportunities; (ii) submit indirect reports until other options are vetted and approved; and (iii) continue to engage with Customer with regard to supplier diversity to ensure Boeing supports Customer’s requirements.
6.    Delivery ***.
Customer and Boeing agree that both Customer and Boeing will have certain Aircraft ***. Such *** are provided to Customer and Boeing pursuant to Letter Agreement No. UAL-PA-03776-LA-1208869.
7.    Assignment.
Unless otherwise noted herein, the *** described in this Letter Agreement are provided *** to Customer and in consideration of ***.  Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238, this Letter Agreement cannot be assigned, in whole or in part, without the prior written consent of Boeing.  ***.  


	
			
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8.    Confidentiality
Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776-LA-1208234.    
Very truly yours,


THE BOEING COMPANY


By:     /s/ Irma L. Krueger     


Its:      Attorney-in-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     












UNITED AIRLINES, INC.








By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance,
     Procurement and Treasurer     




	
			
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Attachment 1 to Letter Agreement UAL-PA-03776-LA-1207650R4: ***







***
Current scenario:	
										
	Year
	787-***
	787-***
	777-300***
	737 *** and ***
	***+
	Total Cashflow
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	Total
	***
	***
	***
	***
	***
	***
	 
	Discount
Rate
	***%

	PV (***%)
	***
	***
	***
	***
	***
	***
	 
	***
	$***



    
Alternative scenario:
         Col. 1    Col. 2        Col. 3        Col. 4        Col. 5        Col. 6        Col. 7	
										
	Year
	787-***
	787-***
	777-300***
	*** 737-*** and ***
	*** 
	Total Cashflow
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	Total
	***
	***
	***
	***
	***
	***
	 
	 
	 

	PV 
(***%)
	***
	***
	***
	***
	***
	***
	 
	Discount
Rate
	***%

	 
	*** of Boeing ***:
	***
	 
	***
	$***






+
   - Note: Payment dates for the "Fixed *** and ***" amounts and other related payments to Customer will be subject to adjustment as
mutually agreed by the parties to reflect *** incorporated by the Supplemental Agreements executed on March 7 and this Supplemental Agreement 7. *** 
subsequent to March 7 should be reviewed for *** to be issued in columns (5) and (6).


	
			
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	Attachment 1 to UAL-PA-03776-LA-1207650R4, Page 6

	BOEING / UNITED AIRLINES, INC. PROPRIETARY















Attachment 2 to Letter Agreement UAL-PA-03776-LA-1207650R4





***
Current scenario: Using *** Forecast	
										
	Year
	787-***
	787-***
	777-300***
	737 *** and ***
	Fixed *** and ***
	Total Cashflow
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	 
	 
	 

	Total
	***
	***
	***
	***
	***
	***
	 
	Discount Rate
	***%

	PV
	***
	***
	***
	***
	***
	***
	 
	 
	 

	(***%)
	 
	 
	 
	 
	 
	 
	 
	***
	$***






Alternative scenario: *** & Using *** Forecast
	
										
	Year
	787-***
	787-***
	777-300***
	*** 737-*** Aircraft ***
	*** 737-*** Aircraft ***
	Total Cashflow
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	***
	***
	***
	***
	***
	***
	***
	 
	 
	 

	Total
	***
	***
	***
	***
	***
	***
	 
	Discount Rate
	***%

	PV
	***
	***
	***
	***
	***
	***
	 
	 
	 

	(***%)
	 
	 
	 
	 
	 
	 
	 
	***
	$***






	
			
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	Attachment 2 to UAL-PA-03776-LA-1207650R4, Page 7

	BOEING / UNITED AIRLINES, INC. PROPRIETARY











    
	
			
	
	 
	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207









UAL-PA-03776-LA-1208122R1


United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois 60606


Subject:    ***


Reference:       Purchase Agreement No.  03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737  aircraft (Aircraft)


This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement.


Definition of Terms:


***


1.     ***.


2.    Interest.


In  ***  to  the  ***  in  paragraph  1,  for  ***  commencing  ***  after  the  ***  interest calculated as follows (Interest).


The product of the daily interest rate (computed by dividing the interest rate in effect for each day by three hundred sixty-five (365) day, or three hundred sixty-six (366) days, as the case may be) times the *** received by Boeing for such Aircraft.  The  interest rate in effect for each day shall be computed using the *** rate as published in the Wall Street Journal, US edition, effective the first business day of the *** and reset ***.  For all purposes of this Letter Agreement, ***, then Boeing and Customer shall enter into an amendment to this Agreement to incorporate a *** interest rate that gives due consideration to the then prevailing market convention for determining a rate of interest for loans in the United States at such time.


Such interest will be calculated on a simple interest basis and paid in full at the same time as the ***.


3.    ***.


	
			
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3.1    Boeing agrees to provide an *** the ***.  The intent of providing such *** is to
*** the ***, as provided for in the Purchase Agreement, on the *** from the *** to the *** of
*** to *** under the Purchase Agreement.


3.2    The *** will be determined by subtracting the *** and *** at the *** for *** as provided in the Purchase Agreement, if applicable) *** and *** at the *** as provided in the Purchase Agreement, if applicable).


4.    ***.


Customer will not have the right to *** to *** of any *** because of a *** and *** the
*** for such ***. Within *** of receipt of *** that *** of an *** will be *** the *** as to such
*** by *** to ***. Subject to Articles 4.1, 4.2, and 4.3 of this Letter Agreement, if *** the ***
the *** will *** for that ***.


4.1       In  the event  that  Customer ***  the *** pursuant to Article 4  of this  Letter Agreement, and the ***, then *** the *** as to such *** to *** must be provided *** of *** from *** that the *** for such Aircraft will be *** the ***. If *** the ***, then the *** for that
***.


4.2    For each additional *** the *** may *** the *** as to such *** by *** to ***.
*** to Boeing must be provided *** of receipt of *** from *** that the *** for such *** will be an *** the *** the *** of ***, then the *** for that ***.


4.3    In the event that the *** of a ***, and the ***, then ***.


5.    ***.


If the Purchase Agreement is *** with respect to any *** for a *** will, in *** and
Interest as described above, *** to Customer the *** of the *** received by *** for such ***.


6.    ***.


The *** in this Letter Agreement are *** for a *** and are *** all *** of Customer ***
or otherwise for *** in the *** delivery. Customer *** or otherwise for any such ***.


7.    Assignment.


Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer's becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


	
			
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8.    Confidential Treatment.


Customer and Boeing understand that certain commercial and financial information contained  in this Letter Agreement  are considered  by Boeing and Customer  as confidential and are subject  to the terms  and conditions  set forth  in Letter  Agreement  No.  UAL-PA-
03776-LA-1208234.


Very truly yours,


THE BOEING COMPANY


By:      /s/ Irma L. Krueger     


Its:      Attorney-in-Fact     












ACCEPTED AND AGREED TO this


Date:    May 15, 2018     












UNITED AIRLINES, INC.


By:      /s/ Gerald Laderman     


 Its:    Senior Vice President Finance,
              Procurement and Treasurer                                         






	
			
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	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207











UAL-PA-03776-LA-1208596R1




United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606


Subject:    AGTA Matters


References:   1)  Purchase Agreement No. 03776 (Purchase Agreement) between The Boeing Company   (Boeing)   and   United   Airlines,   Inc.   (Customer)   relating   to Model 737 *** aircraft (Aircraft); and


2)   Aircraft General Terms Agreement dated as of July 12, 2012 between the parties, identified as UCH-AGTA (AGTA)


This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement.   This Letter Agreement replaces in its entirety Letter Agreement UAL-PA-03776-1208596 dated July 12, 2012.


1.    AGTA Basic Articles.


1.1       Article 2.1.1, “Airframe Price,” of the basic articles of the AGTA is revised to read as follows:


Airframe  Price  is  defined  as  the  price  of  the  airframe  for  a specific model of aircraft described in a purchase agreement.  (For Models
737-600, 737-700, 737-800, 737-900, 737-7, 737-8, 737-9, 737-10, 747-8,
777-200LR, and 777-300ER, ***.)


1.2    Article 2.1.3, “Engine Price” of the basic articles of the AGTA is revised to read as follows:


Engine   Price   is   defined   as   the   price   set   by   the   engine manufacturer for a specific engine to be installed on the model of aircraft described in a purchase agreement (*** to Models 737-600, 737-700, 737-
800, 737-900, 737-7, 737-8, 737-9, 737-10, 747-8, 777-200LR and 777-
300ER).


	
			
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1.3    Article 2.1.5,  “***  Adjustment”  of  the  basic  articles  of  the  AGTA  is revised to read as follows:


*** Adjustment is defined as the price adjustment to the
Airframe Price (*** for Models 737-600, 737-700 737-800, 737-900, 737-
7, 737-8, 737-9, 737-10, 747-8, 777-200LR and 777-300ER) and the *** Features Prices resulting from the calculation using the economic price formula contained in the *** to the ***.  The price adjustment to the Engine Price for all other models of aircraft will be calculated using the
*** in the ***.
		
	1.4
	Article 11 of the AGTA i entitled “Notices” is revised to read as follows: Article 11.  Notices.




All notices required by this AGTA or by any applicable purchase agreement will be written in English, will be effective on the date of receipt, and will  be  delivered  or  transmitted  by  any  customary  means  to  the  appropriate address or number listed below:
            	
		
	UNITED
	BOEING

	

By mail: 
United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois 60606


By Courier:  
United Airlines, Inc. 
233 South Wacker Drive - HDQPP
Chicago, Illinois 60606
Attn:  Vice President of Procurement_______________
	By mail: 
The Boeing Company
P.O. Box 3707
Mail Code:  21-43
Seattle, WA 98124
By Courier:  
Boeing Commercial Airplanes
1901 Oakesdale Avenue SW
Renton, Washington 98057
Attn:  Vice President - Contracts
Mail Code 21-24






2.    Appendices to the AGTA.


2.1       Appendix I, entitled “SAMPLE Insurance Certificate” the Combined Single Limit Bodily Injury and Property Damage: U.S. Dollars ($) any one occurrence each Aircraft (with aggregates as applicable) is added for the 737-7, 737-8, 737-9 and 737-10 in the amount of ***.




	
			
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3.    Exhibit C to the AGTA, “Product Assurance Document”.


3.1    Part 2, Article 3.1, subsection (i), of Exhibit C of the AGTA is revised to read as follows:


for Boeing aircraft models 777F, 777-200, 777-300ER, 737-600, 737-700, 737-
800, 737-900, 737-7, 737-8, 737-9, 737-10, 787 or new aircraft models designed and manufactured with similar, new technology and for the model 747-8, the warranty period ends *** months after Delivery.


Very truly yours,


THE BOEING COMPANY


By:      /s/ Irma L. Krueger     


Its:      Attorney-In-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     














UNITED AIRLINES, INC.












By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance,
     Procurement and Treasurer     






	
			
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	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207









UAL-PA-03776-LA-1703858R1










United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606






Subject:          *** Program for the 737-*** Aircraft


		
	Reference:   
	Purchase Agreement No. PA-03776 (Purchase Agreement) between The Boeing Company (Boeing) and United Continental Holdings, Inc. (Customer) relating to Model 737 *** aircraft (Aircraft)






This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement.  For the purposes of this Letter Agreement, the term 737-*** Aircraft shall also include any 737-*** aircraft added to the Purchase Agreement subsequent to the date of this SA-9.  This Letter Agreement supersedes and replaces in its entirety Letter Agreement UAL-PA-03776-LA-1703858 dated June 15, 2017.


1.         Definitions.


737-*** Notice means the written communication provided by Boeing to Customer in accordance with the requirements of Article 4.1, below.


737-*** Program Aircraft means each 737-*** Aircraft specified in Table 1A of the
Purchase Agreement as of the date of this Letter Agreement.


2.         Applicability.


Notwithstanding any other provision of the Purchase Agreement to the contrary, the parties agree that the *** for the Airframe Price and *** Features Prices for each 737-*** Program Aircraft shall be determined in accordance with ***.


3.         *** Forecast.


Boeing will release an *** forecast in *** of each year based on Boeing’s then current standard ***.   Only one *** forecast shall be used to conduct the *** analysis performed in accordance with Article 4.1, below, for a given 737-*** Program Aircraft.   The *** forecast applicable to a given 737-*** Program Aircraft is set forth in Attachment A.


	
			
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4.    ***.


4.1       If  the  ***  forecast,  as  set  forth  in  Article 3,  above,  ***,  as  set  forth  in Attachment B, *** any 737-*** Program Aircraft that is *** such *** forecast, as set forth in Attachment A, then Boeing shall issue a 737-*** Notice to the Customer by the date set forth in Attachment A.  Such 737-*** Notice shall, ***, either:


4.1.1    ***  for  such  affected  737-***  Program  Aircraft  ***  as  set  forth  in
Attachment B; or


4.1.2    provide Customer with the *** as set forth in Attachment B and the actual
*** factor determined in accordance with ***; or


4.1.3    provide Customer with *** as set forth in Attachment B, with Boeing and
Customer *** as set forth in Attachment B ***.


4.1.4    In the event that Boeing *** the 737-*** Notice as detailed in Article
4.1.2 or Article 4.1.3 and Customer ***, then Customer *** the Purchase Agreement with respect to such affected 737-*** Program Aircraft.


4.2       If Boeing provides Customer the *** described in Article 4.1.2 or Article 4.1.3 above, then Customer shall notify Boeing *** contained in Articles 4.1.2, 4.1.3, or 4.1.4 above within *** of its receipt of the 737-*** Notice from Boeing.  In the event Customer *** in accordance with Article 4.1.4 above, then Boeing *** to Customer, *** for the *** 737-*** Program Aircraft.


4.2.1    Within *** of Boeing’s receipt of *** notice for any such *** 737-*** Program Aircraft under Article 4.2 above, Boeing *** written notice to Customer *** related to such *** 737-*** Program Aircraft ***, by Customer.


4.2.2    Should Customer *** any notice to Boeing in accordance with Article 4.2 above, then the *** for such 737-*** Program Aircraft shall be *** in accordance with Article
4.1.2.


4.3       In the event that the *** of a 737-*** Program Aircraft that is subject to either Article 4.1.1, Article 4.1.2 or Article 4.1.3 above, *** applicable to such 737-*** Program Aircraft will be determined pursuant to Article 5 below.


5.    ***.


5.1    If the *** forecast, as set forth in Article 3, *** any 737-*** Program Aircraft
*** as set forth in Attachment B and *** as set forth in Attachment B, *** for such 737-*** Program Aircraft *** as set forth in Attachment B *** as set forth in Attachment B ***.


5.2       In the event the *** at *** of a 737-*** Program Aircraft subject to Article 5.1 above, *** applicable to such 737-*** Program Aircraft will be determined pursuant to Article 6 below.


6.    ***.
If the *** forecast, as set forth in Article 3, above, ***, as set forth in Attachment B, *** any 737-*** Program Aircraft *** such *** forecast, as set forth in Attachment A, then such *** applicable to such 737-*** Program Aircraft ***:


	
			
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6.1       If the *** of a 737-*** Program Aircraft, *** as set forth in Attachment B for such 737-*** Program Aircraft, then the *** for such 737-*** Program Aircraft.


6.2    *** of a 737-*** Program Aircraft, *** as set forth in Attachment B for such
737-*** Program Aircraft, then the *** for such 737-*** Program Aircraft *** as set forth in
Attachment B.


7.    Applicability to ***.


The  ***,  identified  in  the  Purchase  Agreement  as  subject  to  ***  pursuant  to Supplemental Exhibit AE2, and which pertains to the 737-*** Program Aircraft shall be *** established in this Letter Agreement for such 737-*** Program Aircraft *** provisions of the Purchase Agreement ***.


8.    Assignment.


Except as provided in Letter Agreement No. UAL-PA-03776-LA-1208238, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned in whole or, in part.


9.    Confidential Treatment.


Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776-LA-
1208234.


Very truly yours,


THE BOEING COMPANY


By:      /s/ Irma L. Krueger     


Its:      Attorney-In-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     












UNITED AIRLINES, INC.


By    /s/ Gerald Laderman     


Its    Senior Vice President Finance, Procurement and
     Treasurer     












	
			
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ATTACHMENT A
*** Forecast & 737-*** Notice Date


	
			
	***  Forecast
	Applicable to 737-*** Program Aircraft Delivering in Time Period
	737-*** Notice Date

	***
	***
	***








	
			
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ATTACHMENT B
*** Factors - *** Base Year


	
				
	***
	***
	***
	***

	***
	***
	***
	***








	
			
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	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207













UAL-PA-03776-LA-1801367




United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606




Subject:    Loading of Customer Software


Reference:    Purchase Agreement No. 03776 (Purchase Agreement) between The Boeing Company   (Boeing)   and   United   Airlines,   Inc.   (Customer)   relating   to Model 737 *** aircraft (Aircraft)




This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.  All terms used and not defined in this Letter Agreement have the same meaning as in the Purchase Agreement.


1.    Introduction.


1.1       At   Customer’s   request,   Boeing   will   to   perform   a   courtesy   load   of Customer-unique aircraft operational software and associated data owned by or licensed to Customer (Customer Software) on the Aircraft. The terms and conditions of this Letter Agreement will apply if Customer has accepted Boeing’s offer to perform a courtesy load of Customer Software on the Aircraft.


1.2    Customer Software is not part of the Aircraft type design therefore the Aircraft
*** for delivery with such Customer Software installed on the Aircraft. For the Aircraft systems included in the Aircraft type design, Boeing will install its baseline production software to certify the Aircraft for *** to Customer.


2.         Customer Software Loading.


2.1       At Customer’s request, Boeing will temporarily load Customer Software on the Aircraft prior to Aircraft certification to support standard Customer inspection activities for the Aircraft. Following the Customer inspection activities, Boeing will remove the Customer Software.


2.2    At Customer’s request, Boeing will load Customer Software on the Aircraft promptly following *** to Customer.


	
			
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3.    Additional Terms and Conditions.


3.1       Customer  must  provide  the  Customer  Software  to  Boeing  in  support  of Boeing’s schedule requirements. If any Customer Software load is ***, Boeing *** such Customer Software and Boeing will load Boeing baseline production software, if applicable, on the Aircraft.


3.2      Customer is responsible for all testing, verification, quality assurance, and operational approval of Customer Software.


3.3    Customer Software is BFE for the purposes of Articles 3.1.3, 3.2, 3.4, 3.5, 9,
10, and 11 of Exhibit A “Buyer Furnished Equipment Provisions Document” of the AGTA
and such Articles apply to the loading of Customer Software.


3.4    The loading of Customer Software is a service under Exhibit B “Customer
Support Document” of the AGTA.


3.5    Boeing makes no *** for the Customer Software loading services and Article
11 of Part 2 of Exhibit C “Disclaimer and Release; Exclusion of Liabilities” of the AGTA and
Article 8.2 “Insurance” of the AGTA apply to the loading of Customer Software.


4.    Confidential Treatment.


Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by Boeing and Customer as confidential and are subject to the terms and conditions set forth in Letter Agreement No. UAL-PA-03776- LA-1208234.


Very truly yours,


THE BOEING COMPANY


By:      /s/ Irma L. Krueger     


Its:      Attorney-In-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     












UNITED AIRLINES, INC.


By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance, Procurement
     and Treasurer     






	
			
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	The Boeing Company
P.O. Box 3707
Seattle, WA 98124‐2207















UAL-PA-03776-LA-1801619










United Airlines, Inc.
233 South Wacker Drive
Chicago, Illinois  60606


Subject:    Installation of Cabin Systems Equipment


Reference:    Purchase  Agreement  No. 03776  (Purchase  Agreement)  between  The  Boeing
Company (Boeing) and United Airlines, Inc. (Customer) relating to Model 737
*** aircraft (Aircraft)


This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement.   All terms used but not defined in this Letter Agreement  shall have the same meaning as in the Purchase Agreement.


Customer has requested that Boeing install in the Aircraft the In-Flight Entertainment and communications systems (collectively referred to as Cabin Systems Equipment or CSE) described  in  (i)  Attachment A1  to  this  Letter  Agreement  for  the  737-***  Aircraft  and (ii) Attachment A2 to this Letter Agreement for the 737-*** Aircraft (Attachments A1 and A2 collectively referred to herein as Attachment A). CSE is BFE that Boeing purchases for Customer and that is identified in the Detail Specification for the applicable Aircraft.


1.    Customer Responsibilities.


1.1       For 737-*** Aircraft, Customer has already selected CSE suppliers (Supplier(s)) system configuration and Options identified in Attachment A1 to this Letter.  For the 737-*** Aircraft, Customer will select Suppliers and system configuration from among those identified in the Option(s) listed in Attachment A2 to this Letter Agreement (Attachment A1 and Attachment A2 referred to collectively as Attachment A), ***; or as otherwise available in the then current Standard Selections Catalog and formally offered by Boeing.


1.2       Customer  will  enter  into  initial  agreements  with  their  selected  Suppliers,  or otherwise cause the selected Suppliers, to actively participate with Customer and Boeing in meetings, including but not limited to the Initial Technical Coordination Meeting (ITCM), to ensure that Supplier's functional system specifications meet Customer's and Boeing's respective requirements. Such functional system specifications define functionality to which Boeing will test prior to delivery but are not a guarantee of functionality at delivery.


	
			
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1.3    Customer will enter into final agreements with the selected Suppliers that will:


1.3.1  include the actual statement of work as defined at the ITCM. Final agreements  will  also  include  price,  warranty,  training,  product  support  following  Aircraft delivery (including spares support), and any other special business arrangements required by Customer;


1.3.2   require Supplier to assist the seat suppliers in the preparation of seat assembly functional test plans and procedures and coordinate integration testing; and


1.3.3    require   Supplier   to   comply   with   Boeing’s   type   design   and   type certification data development and protection requirements where the Supplier has type design/certification responsibility. The requirements will require Suppliers to (i) maintain type design/certificate data for *** such type certificate for all type design and (ii) entitle Boeing to access, review, and receive such type design/certification data. These requirements will be provided to Customer upon request.


2.    Boeing Responsibilities.


2.1    Boeing will:


2.1.1    perform the Project Manager functions stated in Attachment B;


2.1.2    provide Aircraft interface requirements to Suppliers;


2.1.3   assist Suppliers in the development of CSE system specifications and approve such specifications;


2.1.4    release purchase orders, including on-dock dates to Supplier on behalf of
Customer, and manage such purchase orders;


2.1.5    coordinate the resolution of technical issues with Suppliers;


2.1.6    ensure that at the time of Aircraft delivery the CSE configuration meets the requirements of the Option(s) contained in Attachment A to this Letter Agreement as such Attachment A may be amended from time to time; and


2.1.7    obtain FAA certification of the Aircraft with the conforming CSE installed therein.


	
			
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3.    Software.


CSE systems may contain software of the following two types:


3.1    Certification Software. The software required to functionally test, operate and certify the CSE systems on the Aircraft is the Certification Software and is part of the CSE.


3.2    Customer's Software. The software which is defined by the Customer to support specified features and appearance is Customer's Software and is not part of the CSE.


3.2.1  Customer is solely responsible for specifying Customer's Software functional and performance requirements and ensuring that Customer's Software meets such requirements.  Customer and Customer's Software supplier will have total responsibility for the writing,  certification,  modification,  revision,  or  correction  of  any  of  Customer's  Software. Boeing will not perform the functions and obligations described in paragraph 1.2 above, or the Project Manager's functions described in Attachment B, for Customer's Software.


3.2.2    The omission of any Customer's Software or the lack of any functionality of Customer's Software will not be a valid condition for Customer's rejection of the Aircraft at the time of Aircraft delivery unless such omission or lack of functionality is due to a breach by Boeing of its obligations under this Purchase Agreement.


3.2.3  Boeing has no obligation to approve any documentation to support Customer's Software certification. Boeing will only review and operate Customer's Software if in Boeing's reasonable opinion such review and operation is necessary to certify the CSE on the Aircraft.


3.2.4    Boeing  will  not  be  responsible  for  obtaining  FAA  certification  for
Customer's Software.


4.    Changes.


Any changes to CSE may only be made by and between Boeing and the Supplier. Customer requested changes to the CSE specification after execution of this Letter Agreement will be made in writing directly to Boeing for approval and for coordination by Boeing with the Supplier. Any such change to the configuration of the Aircraft will be subject to *** through Boeing’s master change or other process for amendment of the Purchase Agreement. Any Supplier price increase or decrease resulting from such change will be negotiated between Customer and Supplier.


4.1       Boeing and Customer recognize that the developmental nature of the CSE may require changes to the CSE or the Aircraft in order to ensure (i) compatibility of the CSE with the Aircraft and all other Aircraft systems, and (ii) FAA certification of the Aircraft with the CSE installed therein.  In such event Boeing will notify Customer and recommend to Customer


	
			
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the most practical means for incorporating any such change.  If *** after such notification Customer and Boeing cannot mutually agree on the incorporation of any such change or alternate course of action, the remedies available to Boeing in Paragraph 6 will apply.


5.         Supplier Defaults.


Boeing will notify Customer in a timely manner in the event of a default by a Supplier under the Supplier's purchase order with Boeing. *** of Customer's receipt of such notification, Boeing and Customer will agree on an alternate Supplier or other course of action. If Boeing and Customer are unable to agree on an alternate Supplier or course of action within such time, the remedies available to Boeing in paragraph 6 will apply.


6.         Exhibits B and C to the AGTA.


CSE is deemed to be BFE for the purposes of Exhibit B, Customer Support Document, and Exhibit C, the Product Assurance Document, of the AGTA.


7.    Boeing’s Remedies.


If Customer does not perform its obligations as provided in this Letter Agreement or if a Supplier fails (for any reason other than a default by Boeing under the purchase order terms or this Letter Agreement) to deliver conforming CSE per the schedule set forth in the purchase order, then, in addition to any other remedies which Boeing may have by contract or under law, Boeing may:


7.1       revise the scheduled delivery month of the Aircraft to accommodate the delay in delivery of the conforming CSE and base the calculation of the *** Adjustment on such revised delivery month;


7.2       deliver the Aircraft without part or all of the CSE installed, or with part or all of the CSE inoperative; and/or


7.3       increase the Aircraft Price by the amount of Boeing's additional costs attributable to such noncompliance, including but not limited to, *** associated with *** by Boeing, any *** due to a Supplier’s failure to perform in accordance with CSE program milestones as established by Boeing and agreed to by the Supplier and particularly with respect to *** of such CSE.


8.    Price and Payment.


8.1       ***. An estimated price for the CSE purchased by Boeing will be included in the Aircraft *** to establish the *** for each Aircraft.  The estimated price for the Boeing purchased CSE installed on each Aircraft is identified in Table 1 of the Purchase Agreement.


	
			
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8.2      Aircraft Price.  The Aircraft Price will include the actual CSE prices and any associated costs, including but not limited to transportation and import or export fees, charged to Boeing by Suppliers.


9.    Customer's Indemnification of Boeing.


THE  PROVISIONS  OF  AGTA,  EXHIBIT A,  BUYER  FURNISHED  EQUIPMENT PROVISIONS DOCUMENT, “INDEMNIFICATION OF BOEING” WILL APPLY TO CSE.


10.    Title and Risk of Loss.


Title to CSE will remain with Boeing from the time that Boeing receives title to the CSE until the Aircraft title is transferred to Customer. Risk of loss will remain with the entity that is in possession of the CSE prior to Aircraft delivery.


If the foregoing correctly sets forth your understanding of our agreement with respect to the matters contained herein, please indicate your acceptance and approval below.


Very truly yours,


THE BOEING COMPANY


By    /s/ Irma L. Krueger     


Its     Attorney-In-Fact     


	
			
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ACCEPTED AND AGREED TO this


Date:      May 15, 2018     














UNITED AIRLINES, INC.












By:      /s/ Gerald Laderman     


Its:    Senior Vice President Finance,
     Procurement and Treasurer     


	
			
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ATTACHMENT A1


BOEING MODEL 737-*** AIRCRAFT CABIN SYSTEMS EQUIPMENT




The following optional features (Options), under the terms and conditions of this Letter Agreement, are considered to be CSE. Each of the Options below is fully described in the Detail Specification as described in Exhibit A to the Purchase Agreement.




Option Number and Title
***    ***


***    ***


***    ***


***    ***


***    ***
    
   ..


Attachment A1 (***) to UAL-PA-04761-LA-1801476                    SA-10
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ATTACHMENT A2


BOEING MODEL 737-*** AIRCRAFT CABIN SYSTEMS EQUIPMENT




The following listing describes items of equipment that under the terms and conditions of this Letter Agreement are considered to be CSE (each such element referred to herein as an Option or Options as the context requires) with each such Option being more fully described in its corresponding Option Data Page.  Final configuration will be based on Customer acceptance of any or all Options listed below.


.
Option Number and Title


Option
Number    Option Title


***    ***


***    ***


***    ***


***    ***


***    ***






..




Attachment A2 (***) to UAL-PA-03776-LA-1801619                    SA-10
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ATTACHMENT B


PROJECT MANAGER




11.    Project Management.


Boeing will perform the following functions for the CSE. Boeing will have authority to make day-to-day management decisions, and decisions on technical details which in Boeing's reasonable opinion do not significantly affect form, fit, function, cost, or aesthetics. Boeing will be responsible for:


(i)    managing the development of all program schedules;


		
	(ii) 
	evaluating  Supplier's  program  management  and developmental plans to meet Boeing’s production schedule;




(iii)    defining program metrics and status requirements;


		
	(iv)     
	scheduling and conducting program design and schedule reviews with Customer and Suppliers, as needed;




(v)    monitoring compliance with schedules;


		
	(vi)    
	evaluating  and  approving  any  recovery  plans  or  plan revisions which may be required of either Suppliers or Customer;




		
	(vii)  
	managing the joint development of the CSE system specification; and




		
	(viii) 
	 leading  the  development  of  a  joint  CSE  project management    plan (Project Plan).




Attachment B to UAL-PA-03776-LA-1801619                        SA-10
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12.    System Integration.


Boeing's performance as Project Manager will include the functions of systems integrator
(Systems Integrator). As Systems Integrator Boeing will perform the following functions:


		
	(i)     
	as required, assist Suppliers in defining their system specifications for the CSE, approve such specifications and develop an overall system functional specification;




		
	(ii)      
	Coordinate Boeing, Customer and Supplier teams to ensure the   Project   Plan   includes   sufficient   Supplier   testing, Supplier sub-system testing, and an overall CSE system acceptance test; and




(iii)    organize and conduct technical coordination meetings with Customer and Supplier(s) to review responsibilities, functionality, Aircraft installation requirements and overall program schedule, direction and progress.


13.    Seat Integration.


		
	(i)       
	Boeing will coordinate the interface requirements between seat suppliers and Suppliers.  Interface requirements are defined in Boeing Document No’s. D6-36230, "Passenger Seat Design and Installation"; D6-36238, "Passenger Seat Structural  Design  and  Interface  Criteria";  D222W232, "Seat  Wiring  and   Control  Requirements";  and D222W013-4, "Seat Assembly Functional Test Plan", as amended and superseded from time to time.






Attachment B to UAL-PA-03776-LA-1801619                        SA-10
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